SAMPLE DOCUMENT. Date: Type: History Museum. Accredited: [Choose Accreditation Status] USE STATEMENT & COPYRIGHT NOTICE

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1 SAMPLE DOCUMENT Type of Document: Copyright & Reproduction Forms Museum Name: Sixth Floor Museum Date: 2015 Type: History Museum Budget Size: $5 million to $9.9 million Budget Year: 2016 Governance Type: Private, Nonprofit Organization Accredited: [Choose Accreditation Status] Title of Form: Non-Exclusive License Agreement for Broadcast Productions USE STATEMENT & COPYRIGHT NOTICE The AAM Information Center has provided this sample document. It serves as an example of how one museum addresses a particular issue. Museums should compose original materials based on their unique circumstances. Any document produced by the recipient should not substantially use the contents of this sample as the basis. Materials in the AAM Information Center are provided "as is," without any guarantee or warranty of any kind, expressed or implied. NOTICE CONCERNING COPYRIGHT RESTRICTIONS Under certain conditions specified in the copyright law of the United States (Title 17, United States Code), libraries and archives may furnish a photocopy or other reproduction. The photocopy or reproduction may not be used for any purpose other than private study, scholarship or research. If a user makes a request for, or later uses, a photocopy or reproduction for purposes in excess of fair use, that user may be liable for copyright infringement.

2 NON-EXCLUSIVE LICENSE AGREEMENT [for broadcast productions] ATTACHMENT A Licensee Contact: Licensee: Licensee s Work: Licensor s Work(s): Term: Primary Territory: Market: License Fees: Effective Date: Special Restriction: No advertising or promotional use (including in-context promo) of the material is permitted per Museum policy (see Paragraph 9) Licensor Signature Date Licensee Signature Date Page 1

3 NON-EXCLUSIVE LICENSE AGREEMENT [for broadcast productions] This Non-Exclusive License Agreement ( Agreement ) is entered into and effective as of the date set forth on Attachment A hereto ( Effective Date ), which attachment is herein incorporated by reference, between Dallas County Historical Foundation d/b/a The Sixth Floor Museum at Dealey Plaza, a Texas non-profit corporation, having an address of 411 Elm Street, Dallas, TX (hereinafter Licensor ), and the Licensee whose name appears on Attachment A (hereinafter Licensee ). All capitalized terms not specifically defined herein shall have the meaning ascribed to them in the Attachment A. In consideration of the mutual promises and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. Definitions: Licensor s Works shall mean and refer to the Works set forth in Attachment A, which attachment is herein incorporated by reference. Licensee s Work shall mean and refer to one or more master video tapes created by or for the Licensee which incorporates Licensor s Works, in whole or in part, for telecast under program name and description set forth in Attachment A. Primary Territory shall mean and refer to the Primary Territory set forth in Attachment A. Market shall mean and refer to the Market(s) set forth in Attachment A. Affiliates shall mean and refer to agents of Licensee necessary for Licensee to exhibit and distribute Licensee s Work during the term of the Agreement and within the Primary Territory. In the case of Licensee s Work, a Release shall mean and refer to unlimited exhibition and distribution of Licensee s Work in the Market, subject to the terms and conditions set forth in Section 3 herein. 2. Copyright Ownership in the Work. Licensor warrants that Licensor is the claimant of the copyright in Licensor s Works identified as [IDENTIFY SPECIFIC WORK(S)] in Attachment A. Licensor represents that it has the power and authority to grant the licenses herein provided. 3. License Authorizations; Licensee s Work Master Video Authorization. Licensor hereby grants to Licensee the nonexclusive license to incorporate Licensor s Works into Licensee s Work Release Authorization for Licensee s Work. Subject to the terms of this Agreement, Licensor further grants to Licensee and Licensee s Affiliates a limited, non-exclusive license to Release the Licensee s Work in the Market during the Term only as set forth in Attachment A. 4. Copyright Notice. Authorization to Release the Licensee s Work is expressly conditioned upon the use and display of a copyright notice in connection with Licensee s Work in the following form: Page 2

4 [INSERT PROPER COPYRIGHT NOTICE/CREDIT LINE(S) FOR LICENSOR S WORK(S)] Said notice shall be displayed in the end credits of Licensee s Work and during each Release of Licensee s Work. 5. Museum Copy. Licensee shall provide Licensor with a DVD copy of Licensee s Work within thirty (30) days of the first release of Licensee s Work for in-house educational uses and for the purpose of keeping such copy in Licensor s archive ( Museum Copy ). Licensor shall not make any commercial use of the Museum Copy. 6. License Fee. As a condition precedent to any Release of Licensee s Work, the Licensee shall pay the Licensor the non-refundable License Fee(s) set forth in Attachment A by check, credit card, or wire transfer payable to the Sixth Floor Museum at Dealey Plaza, within thirty (30) days of the execution of the Agreement. 7. Special Conditions. [APPLIES TO ZAPRUDER AND NIX FILMS ONLY] The licenses granted herein are expressly conditioned upon, and Licensee hereby agrees, (i) that the Licensee shall not use the Licensor s Works in a manner which is sensational; (ii) that the purpose of Licensee s Work is to examine the physical evidence involved in the assassination of President John F. Kennedy; and (iii) that the Licensee shall not (other than for historic or scientific inquiry, illustration, or study) punctuate or emphasize the episodes of violence contained in the Licensor s Works, particularly those parts of the Licensor s Works which depict and follow the depiction of a bullet striking President John F. Kennedy. A good faith determination by the Licensor of Licensee s compliance with these special conditions shall be conclusive and binding on Licensee. 8. Reservation of Rights. All right, title, and interest in and to Licensor s Works is expressly retained by the Licensor. The parties expressly agree that nothing herein contained shall constitute them the agent or joint author of the other party. Licensee shall take reasonable steps necessary to protect the copyright in Licensor s Works in connection with Licensee s Work. All right, title, and interest in and to Licensee s Work, excluding Licensor s Works, is expressly retained by Licensee. 9. Excerpting Prohibited. This Agreement shall not be construed to extend to Licensee any license or authorization to copy, publish, or otherwise use Licensor s Works, in whole or in part, or Licensee s Work which includes Licensor s Works, in whole or in part, separately from the use provided in this Agreement, and Licensee shall not use or authorize others to use Licensor s Works, in whole or in part, or Licensee s Work, which includes Licensor s Works, in whole or in part, for advertising, promotion, publicity, or merchandising or any other purpose not expressly provided for in this Agreement. 10. Third Party Rights. Licensee expressly acknowledges that Licensor does not purport to convey or license the rights of any other party, if any, in or to derivations or copies of Licensor s Works in which any other party may have an interest. 11. Indemnification. Licensee hereby agrees to indemnify, protect, defend and hold harmless Licensor from and for any and all claims, demands, actions, proceedings and costs (including attorney s fees and expenses and court Page 3

5 costs) which Licensor incurs for or by reason of Licensee s Work and Licensee s exploitation, distribution, and/or use thereof, including the Releases. 12. Assignment. The licenses granted herein are not assignable by the Licensee, except with Licensor s prior express written consent. The licenses granted herein shall terminate and are void ab initio upon assignment, except with Licensor s prior express written consent. 13. Integration. This Agreement, including Attachment A, constitutes the entire agreement between parties and supersedes any previous written or oral agreements with regard to the subject matter hereof. 14. Governing Law. This Agreement, and the rights and obligations of the parties hereto, shall be governed by and construed and enforced in accordance with the laws of the State of Texas, without regard to its principles of conflict of laws. Any suit or proceeding hereunder shall be brought ONLY in Dallas County, Texas, and each party consents to the personal jurisdiction of the courts, state and federal, located therein. Licensee agrees to waive any objection that the state or federal courts of Dallas County, Texas, are an inconvenient forum. 15. Breach by Licensee. In the event of a breach of this Agreement by Licensee, the licenses granted herein shall automatically terminate and the Licensee shall reimburse the Licensor for any and all costs (including but not limited to attorney s fees and expenses and court and/or arbitration costs) incurred by the Licensor for the purposes of obtaining remedy for and as a result of said breach. 16. Waiver. No amendment or waiver of any provision of this Agreement, nor consent to any departure therefrom, shall be effective unless the same shall be in writing and signed by an authorized representative of each party hereto, and then such waiver or consent shall be effective only in a specific instance and for the specific purpose for which given. No failure on the part of a party hereto to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right. The remedies provided in this Agreement are cumulative and not exclusive of any remedies provided by law. 17. Amendment. No change, termination, waiver, amendment or modification of any of the provisions hereof shall be binding upon the Parties, unless in writing signed by duly authorized representatives of the parties. 18. Dispute Resolution. Any claim, action, dispute or controversy of any kind arising out of, in connection with, or relating to this Agreement or concerning any aspect of performance by any party under the terms of this Agreement (a Dispute ) shall be resolved by mandatory and binding arbitration administered by the American Arbitration Association (the AAA ) pursuant to the Federal Arbitration Act (Title 9 of the United States Code) in accordance with this Agreement and the then-applicable Commercial Arbitration Rules of the AAA. The parties acknowledge and agree that the transactions evidenced and contemplated hereby involve commerce as contemplated in Section 2 of the Federal Arbitration Act. If Title 9 of the United States Code is inapplicable to any such Dispute for any reason, such arbitration shall be conducted Page 4

6 pursuant to the Texas General Arbitration Act (V.T.C.A., Civil Practice & Remedies Code Section , et. seq. Vernon 1997), this Agreement and the then-applicable Commercial Arbitration Rules of the AAA. To the extent that any inconsistency exists between this Agreement and the foregoing statutes or rules, this Agreement shall control. Arbitration proceedings shall be conducted in Dallas, Texas. Notwithstanding the foregoing, either party may (i) exercise any termination rights provided for herein and/or (ii) institute legal proceedings to seek injunctive relief, and such termination rights and injunctive relief are not subject to this mandatory arbitration provision. 19. Notices and Counterparts. Notices may be sent to the parties at their respective addresses as first above written, or at such new address as each may respectively provide to the other in writing. Facsimile signatures and counterpart signatures shall be binding. Wherefore the parties below execute and acknowledge this Agreement. Licensee: By: LICENSEE NAME Date DALLAS COUNTY HISTORICAL FOUNDATION d/b/a THE SIXTH FLOOR MUSEUM AT DEALEY PLAZA By: NAME, Executive Director Date Page 5